Brainiac 5's Decision
by AnimeGirl 144
Summary: Something's wrong with Brainiac 5, but the Legionnaires don't know what to do. They don't know what's wrong with him. Can they find out before it's too late? And what if a villain from the past shows up?
1. Signs

Disclaimer: Me: Hi everyone. Here's Chapter One, for my first LoSH story.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good. If you're all angry with me, then tell me, but that won't change anything.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 1: Signs

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It was a peaceful, cloudless day in New Metropolis. The bright sun was shining down on the city. The people of New Metropolis were happy to have a day like this. They probably didn't know of the fight that was going on between some Legionnaires and some space creatures.

The space creatures were creatures with four legs, and a sideways mouth. It's main attack was it's tounge, that could paralyze you if needed. It had no eyes, and it's skin was very rough (if you've every seen Teen Titans, it's one of the monsters in the episode "Betrothed"). There were only five of the space creatures, and there were only five Legionnaires: Brainiac 5, Superman, Lightning Lad, Timber Wolf, and Phantom Girl.

"Why are there so many of them?" Phantom Girl asked, kicking back a space creature.

The same space creature ran at her, but she turned into a ghost, and it went through her. When the thing turned to see what had happened to Phantom Girl, she kicked it in the face, sending it flying back. Phantom Girl smirked.

"Who knows why, just keep fighting!" Lightning Lad said, frying an upcoming space creature.

"We can't continue doing this Lightning Lad," Superman said.

The space creature that he was fighting tried to lunge at him, but with his super-strength, he picked up the creature and threw it. It got up and tried to lunge at him again, but Superman blasted it with his heat vession. That made the space creature fly back.

"Brainy, is there any way of getting rid of these monsters?" he asked, looking over at Brainy.

"My data doesn't have anything on these things," Brainiac 5 said.

Brainy blasted the space monster back with one of his cannons. Suddenly, his mind began to hurt. He held it, as the pain grew. It was hurting badly. His eyes now turned bright white. The symbol on his forehead began to glow bright white aswell. Superman punched a creature and looked at Brainy.

"Brainy, you alright?" Superman asked.

Brainy didn't answer.

"Brainy?" Superman asked.

His eyes widened when he saw one of the space creature's about to attack the blank minded Brainy.

"Brainy, look out!" Superman yelled.

The creature lunged, and was about to hit Brainy, but Brainy held it by it's throat. He then grabbed the other space creature that was about to hit him. He flew into the air, and smashed the two heads into each other. This knocked the two out. He dropped them. The Legionnaires blinked. Brainy was about to attack the other three space creature that were trying to get back to space when ...

"Brainiac 5, knock this off!" Superman said.

Brainy's mind woke up again. His eyes returned to their normal purple. His forehead symbol stopped glowing. He stopped flying after the surviving space creatures. Brainy blinked when he looked down at the two knocked out creatures. He then looked at the Legionnaires with a look of confusion, but only met more confusion. He blinked. He floated back down to the ground.

"What, happened?" he asked.

He landed on the ground. He looked back at the creatures.

"Did I, do that?" he asked.

"What do you mean Brainy, don't you remember doing this?" Superman asked.

Brainy shook his head with confusion still written across his face.

"Brainy, what just happened?" Timber Wolf asked.

"I ... I don't know. For some reason, I felt extreme pain in my head, then everything went blank," Brainy answered, holding his head.

"Does it hurt?" Superman asked.

Brainiac 5 nodded.

"A little," Brainy replied.

"Lets get back to Headquarters," Superman said. "Maybe you may find out what has affected you."

Brainiac 5 nodded.

"Maybe," he replied.

Him, Superman, Phantom Girl, Lightning Lad, and Timber Wolf flew to the Legion Headquarters. Brainy was still confused about everything that had just happened.

_"Before I lost control of myself, I saw ... him,"_ Brainy thought. _"No, it couldn't be, could it?"_

"Brainy, you okay?" Superman asked.

"Yes, just thinking," Brainiac 5 replied.

"Alright," Superman said.

"Superman, do you think he'll be okay?" Timber Wolf whispered.

"I hope so Timber Wolf," Superman whispered, "I hope so."

To be continued ...

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Me: Hello everyone, I am done with chapter one. I am trying to make this how long as I can. So then, what's wrong with Brainy? Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	2. Research

Disclaimer: Me: Hi everyone. Here's Chapter Two.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good. Also, for all of you who do not know, I am not doing the comics version of Legion of Super Heroes, I am doing the animated LoSH. Thanks for understanding.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 2: Research

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Back at Headquarters, the other Legionnaires that weren't fighting were lounging around on the couches, reading some magazines, or in Bouncing Boy's case, watching an old Disney movie from the past called "Old Yeller". Just then, Phantom Girl, Timber Wolf, Superman, and Lightning Lad walked in.

"Hi guys, how'd the mission go?" Bouncing Boy asked, looking away from the movie, then looking back.

Superman shrugged.

"Good, I guess," Superman said.

"Where's Brainy?" Duo Damsel asked.

"He went to his room," Phantom Girl replied.

"Hm, why did he do that?" Saturn Girl asked, looking up from her book "Little Woman".

"Because, he was actting strange during the fight today," Superman said.

"Strange?" Duo Damsel asked.

"Yea. Towards the end, he actted, different," Superman said.

"Different, how?" Saturn Girl asked, getting a little worried.

"Well, he said his mind went blank," Lightning Lad.

"He grabbed two of the space creatures and slammed their heads together, killing them instintally," Timber Wolf said, leaning against the door's beam.

"He did what? That doesn't sound like Brainy at all," Bouncing Boy said, placing his favorite Disney movie on hold.

"I know, and he said that he was blank during the end of the fight," Superman said.

"What could it mean?" Saturn Girl asked.

"Who knows," Lightning Lad said.

"Hopefully, Brainy will find out," Superman said, wanting to help his friend.

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Inside Brainiac 5's room, he was at his computer, working hard on what had happened during the fight. Questions kept running through his mind like: "Why did I blank out during the fight?" or "Why was it that I absolulty had no control over my body?".

But his biggest questions were why right before he blanked out, did he really see his ancestor? Why _him_? Of all the people, er ... things, to see, why did it have to be _him_? Couldn't he have seen someone else, or possible, no one at all?

Brainiac 5 placed his elbows on the table and held his head with his hands. He sighed, or possibly groaned. Then, his head perked up at the sudden thought that had just hit his mind. He had never had troubles like this before. Right when they left Krypton, he found himself spacing out more and more.

His eyes widened at the sudden realization. The only reason for today's actions was because of what had happened on Krypton. When they were in Krypton's main city, Brainiac 5 went deep into his sub-consious and found _him_ there, waiting for him. Brainy had needed information, and _he_ was the answer.

So, the only reason for today was that _he_ had taken control of him, but only for a few minutes. It still didn't make sense why _he_ was able to take control of him, and only for a short period of time. Brainiac 5 stood up. He closed his eyes and shook his head. What would happen now? Would _he_ be able to take control of his body again? He opened his eyes and looked at his mechanical hands. He clenched them into fists on his table.

"I can't let the others know," he said to himself.

"Know what?" Saturn Girl asked.

Brainy stood up straight and looked at Saturn Girl, who was at the entrance of his door. She looked a little apologetic.

"Sorry, I didn't mean to intrude," she said.

"It's alright," he said.

"So, did you figure out why you were actting the way you did in the fight?" Saturn Girl asked, taking a step into his room.

Brainy lowered his head a bit.

"You heard?" he asked.

"Yea," she replied.

"No, I haven't found anything," he lied.

"Oh," she said. "You'll tell when you have, right?"

Brainiac 5 nodded.

"Yes, I will," he said.

"Okay, I'll get going," she said. "You want me to get you some cocoa?"

Brainy smiled a bit.

"Are you going to let that rest?" he asked, a little embarrassed about when he had lost his knowledge.

(AN: Ohhhh, but he was so cute as well!)

Saturn Girl smiled and shook her head.

"Not a chance," she said, walking out of his room, the door closing behind her.

Outside his door, Saturn Girl looked a little troubled.

"Why did he just lie to me?" she asked herself, walking to the main room.

Inside Brainy's room, Brainy sighed.

"Sorry Saturn Girl," he said. "But I need to keep this a secret."

He grabbed some extra metal, and began to build a devise of some sort.

"I must keep this a secret from everyone," he said, "until you are all ready to learn the truth."

To be continued ...

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Me: Hello everyone, I am done with chapter two. I am trying to make this how long as I can. Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	3. What's Going on with Brainy?

Disclaimer: Me: Hi everyone. Here's Chapter Three.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 3: What's Going On With Brainy?

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Saturn Girl walked out of the hallway into the main room to see the other Legionnaires relaxing. Bouncing Boy was finishing up "Old Yeller", and Lightning Lad was complaining about how they had to watch a stupid movie like this. The other Legionnaires looked a little bored with the argument, since the two nearly argued all the time. Phantom Girl was first to see Saturn Girl.

"How's Brainy doing?" Phantom Girl asked.

Everyone's eyes now landed on Saturn Girl. Saturn Girl sighed as she took a seat on an empty spot on the couch.

"Okay, but I can't shake the feeling that Brainy lied to me," Saturn Girl said.

The Legionnaires eyes widened when they heard this. They were all surprised.

"Brainy lied to you?" Superman asked, surprise in his voice.

"Did you try reading his mind?" Lightning Lad asked.

"You know I don't do that without permission!" Saturn Girl retorted.

After a few seconds of silence, Saturn Girl closed her eyes and sighed.

"Yes, I tried to read his mind," she said.

"And?" Bouncing Boy asked.

"I couldn't read it, he placed up a wall, a barrier of some sorts," she said.

"That's odd," Duo Damsel said. "He never does that."

"Wonder what's made him start," Timber Wolf said.

"I'll go talk to him," Superman said, about to get up.

"No Superman!" Saturn Girl said urgently.

Superman rose an eyebrow at the sudden tone Saturn Girl spoke in.

"Why not, he's my friend?" Superman asked.

"I know Superman, but Brainy's going through a lot, and I don't think it would be safe if you went in there right now," Saturn Girl said.

"Yea, Brainy has things _you_ don't even know about," Lightning Lad said.

Superman sat down with a raised eyebrow.

"What do you mean?" he asked.

Saturn Girl shot Lightning Lad a dirty look. Lightning Lad just gave her a "What did I do wrong?" look.

"What Lightning Lad had just said, is that Brainy has some secrets that he's not ready to tell us about," Phantom Girl said, coming to the rescue.

Superman merely nodded.

"So, what kind of secrets does he have?" he asked, intrested in what his fried has been hiding.

"They're ... not the greatest secrets to admit," Saturn Girl said nervously.

"They're that bad?" Superman asked.

"Dude, you have no idea how bad they are," Lightning Lad said, earning a smack to the head from Saturn Girl. "OUCH!"

Superman rose an eyebrow.

"So, how secrety are these secrets?" Superman asked.

"Let's say, you can't find these in history books," Bouncing Boy said, trying to cover something up.

"Actually you can," Lightning Lad said, getting another hit from Saturn Girl. "Would you knock that off!"

"Just be quiet, what if Brainy can hear you?" Saturn Girl said.

"Well, what if he's not?" Lightning Lad asked.

Oh was he wrong. Outside of the room, Brainiac 5 was listening in on their conversation with his super hearing. His eyes lowered.

"The truth will reveal itself in time," he whispered, before turning and walking away, back to his room.

"So, you said they can be found in history books," Superman said.

"Yes, but Brainy has all the information you need," Saturn Girl said.

"And trust me, it won't be easy to get that kind of information out of him," Phantom Girl said.

"Why, was he a criminal before the Legion?" Superman asked.

"No!" Saturn Girl said quickly.

"But-ouch!" Lightning Lad said as Saturn Girl punched his shoulder.

"Shussh!!" she ordered.

"Alright, I'll be quiet!" Lightning Lad said, crossing his arms and frowning.

"Superman, trust us, Brainy will tell us what's wrong with him, when he's ready," Saturn Girl said. "Just be patient. All we can do now, is support him."

Superman thought about it for a second and nodded. It shouldn't be too had to support Brainy, he did trust him. Superman nodded.

"Okay, I guess that's the best we can do for him," Superman said.

The other Legionnaires nodded, though they knew the real truth.

To be continued ...

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Me: Hello everyone, I am done with chapter three. I am trying to make this how long as I can. Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	4. Relaxing, NOT!

Disclaimer: Me: Hi everyone. Here's Chapter Four. Also, when Phantom Girl wins something, it's from the Teen Titans. So, I don't own what she wins. Warning: Might be longer than some of my other chapters. Also, acts like his first season self (I LIKE HIM BETTER THAT WAY!)

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 4: Relaxing, NOT!

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It had been a week since Brainy's strange behavior, but he seemed to be better. When he, Saturn Girl, Lightning Lad, and Superman went onto a new weird planet, he seemed to be fine, though the people on the planet were a little skeptical of Brainiac 5. But, nothing strange like Brainy spacing out. But still, no one truly knew why he was actting so weird.

So, on this perfect Saturday morning, Brainiac 5 was busy working at COMPUTO. The other Legionnaires, minus Bouncing Boy, were reading either a book, a magizine, or a newspaper. Timber Wolf was flipping through the channels. Suddenly, Bouncing Boy came rushing in.

"Guys! Guys! Guys! Guess what!" Bouncing Boy exclaimed.

"What is it Bouncing Boy?" Duo Damsel asked.

Bouncing Boy held up a flier he got this morning after going to get some good-old-fashioned dounuts.

"Look! A carnival!!" Bouncing Boy said.

Lightning Lad blinked.

"Isn't it that kind of, primitive?" Lightning Lad.

"Yea, but it's still a fun place to go!!" Bouncing Boy said, getting excited.

"Why not. One day at the carnival shouldn't hurt, we have earned it," Superman said.

"I don't mind, nothing is on anyways," Timber Wolf said, getting up off the couch.

The other Legionnaiers shrugged.

"Why not," they said, also getting up off the couches or chairs.

Superman looked over at Brainy, who didn't acknowledge what Bouncing Boy was suggesting.

"Brainy, want to come?" Superman asked.

"No thanks. I am still scanning the city for any kind of threat," Brainy said.

"Oh come on Brainy, you've been at that computer for three days now," Phantom Girl said.

"I am sorry, but I must do this to-" Brainy was picked up under the arms by Superman and Lightning Lad.

"You're not weasling your way out of this one Brainy. You're coming," Superman said as he and Lightning Lad dragged Brainy out of the lounge.

Brainy was dragged out of the room in defeat. He was going to the carnival, whether he liked it or not. And it was definatlly a **not**!

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"This is highly illogical," Brainy said in a tone of boredom.

"Oh come on Brainy, we're not even in the carnival," Duo Damsel said, surprised that he hated it already.

"Still, this is a waste of time," Brainy said.

"Come on buddy, you need a day off, you work hard," Bouncing Boy said, buying tickets for all of them.

Brainy didn't answer as he took his ticket an walked to the ticket guy. Now, they were in the carnival.

"So, what first?" Timber Wolf asked.

Bouncing Boy looked around and saw some spinning cups on a platform, though there were three platforms on that one platform. (It's the same kind of cups from Disneyland).

"OOOOUUU!!! Let's go on that!" Bouncing Boy said like a child.

"Okay, why not," Sups said, walking over to the line.

Everyone walked in line, and watched as 24 cups spun around the big platform, eight cups on each semi-platforms. The cups stopped spinning, and the worker of the cups opened the gates and allowed the people in line in. Then closed the gates. Superman and the other Legionnaires were next in line.

"So, who's going with who?" Superman asked.

"Us girls are going together!" Phantom Girl said.

"Okay, so I guess that leaves us guys," Bouncing Boy said.

Timber Wolf looked at the instructions.

"It seems that each cup holds up to six people in it," Timber Wold said.

"Perfect so all of us-" Bouncing Boy was interrupted.

"I'm going alone," Brainy said.

"What?" Lightning Lad asked.

"I'm going in a cup alone," Brainy said.

The boys shrugged; it wasn't a big deal.

"Okay," Superman said.

The cups stopped spinning after a while, and the gates opened up. The Legionnaires walked into three cups. The girls in a pink cup, the boys in a blue cup, and Brainy in a green cup. The platform began moving. The girls in the pink cup began to spin the metal thing in the middle, and the cup began to spin. The boys also spun, but Superman wasn't. He was afraid that he might actually make the cup spin off the platform. He looked over, and saw that Brainy wasn't spinning his cup. It was still spinning, but not spinning as fast as any of the other cups. Once the cups stopped, everyone got off.

"So what now?" Saturn Girl asked.

"Let's see," Superman said, looking around. "How about the log ride?"

"Why not," Lightning Lad said.

"You all go ahead, water and me don't mix too well," Brainy said as the others walked off.

"Why, you loss to water in a cup?" Lightning Lad joked.

Brainy wasn't amused, and Saturn Girl slapped him in the head.

"Ouch!!" he said.

"Be nice," she said.

"I'm not going on the ride either," Phantom Girl said.

"Why not?" Timber Wolf asked.

"I don't like my hair getting wet," Phantom Girl said.

"Whatever princess," Timber Wolf said, walking into the line.

Phantom Girl steamed up, but didn't waste her breath on yelling at him. She sighed and looked at Brainy.

"So, what do you want to do?" she asked.

"Go home," he said.

"I meant here!" Phatom Girl said.

"I don't want to be here, remember?" Brainy said.

"Fine, I'll choose for us," Phantom Girl said, looking around.

Her eyes brightened when she saw the House of Mirrors. She grabbed Brainy's left wrist and dragged him to the House of Mirrors.

"Phantom Girl, where are we going?" Brainy questioned.

"The House of Mirrors! It's my favorite place in the world!" Phantom Girl said.

"It's only an attraction," Brainy said.

Phantom Girl ignored him and continued to have him follow her. He was greatly annoyed. They walked to the entrance, and the teenage boy looked up at them, excited.

"Finally, some people!" he said.

"We're the only ones?" she asked.

The teenage person nodded. Phantom Girl smiled and jumped in the air with happiness. She looked at Brainy with a smile.

"Did you hear that Brainy?, we're the only one's in here! Aren't you happy?!" she exclaimed.

He looked up at her with an annoyed look.

"Over joyed," he aswered.

Phantom Girl rolled her eyes. She grabbed his wrist again, and dragged him inside. It lived up to it's name, for mirrors were everywhere. Brainy looked around with his eyes, not amused. But, Phantom Girl looked like she was a little child experiencing this attraction for the first time.

"Come on Brainy!" Phantom Girl yelled in the building.

"Fine, I'm coming," he sighed.

He began to walk through the maze, and surprisingly caught up with the princess. She was at a fork in the road.

"Brainy, which way should we go?" she asked.

"I don't care," he said.

"Let's go this way!" she chirped, dragging him once again.

Brainiac 5 followed her with a look of defeat.

"Maybe someone will be at the end, ready to kill me," he said.

"Oh quit being such a kill joy," she said.

He rolled his eyes and merely followed her. The house was extremely small and short. They were out of there in no time. This annoyed Phantom Girl.

"Aww man. I was hoping it would be longer," she said.

"I'm just glad to be out of it," Brainy said, walking back over to the log ride.

They arrived to see that their friends had just got on the ride. In the front of one log was Saturn Girl sitting in between Lightning Lad's legs. In the back of the log was Duo Damsel in between Bouncing Boy's legs. In the log behind them was Timber Wolf infront, and Superman in the back. The logs went into the fake mountain, then came out seconds later. The logs tipped over the edge, and went down the short fall. The logs returned to the front, and the Legionnaires got off. When they approached Phantom Girl and Brainy, Phantom Girl was laughing her head off. All of them were soaked!

"You guys look so soaked!" she laughed.

The Legionnaires ignored her.

"So Brainy, where did you two go while we were in line?" Saturn Girl asked, ringing out her wet hair.

"Death," he replied.

The Legionnaires blinked. Phantom Girl nudged Brainy in the arm.

"He means the House of Mirrors," Phantom Girl said.

"Same thing," Brainy said, rubbing his arm.

"Well, now where?" Superman asked.

"How about the Ferris Wheel?" Duo Damsel asked.

"That's the kind of ride you want to ride at night," Lightning Lad said.

"Oh? And why is that?" Duo Damsel asked.

"Because, when the fireworks go off, that's the perfect time to-"

"Cut it out Lightning Lad," Saturn Girl scolded.

"Fine!!" he yelled, pouting like a little kid.

"Alright, so the Ferris Wheel is for later, why not try the bumper cars?" Phantom Girl suggested.

"Oh yea, I'm going to smoke each and everyone of you," Bouncing Boy said, running for the attraction.

Lightning Lad ran after him.

"Not unless I smoke you first!" he said.

The Legionnaires followed after the two. Superman looked at the irritated Brainy.

"Come on Brainy, cheer up, just a litte. Try to have some fun," Superman said.

"Try is the key word," Brainy replied, walking a little faster.

Superman blinked, and looked at Phantom Girl, who was next to him.

"Uh ... what just happened?" Superman asked.

"I believe Brainy, told you off," Phantom Girl said.

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So half the day, the Legionnaires played games, went on some attractions, and ate. Still, Brainy was not impressed, and really wanted to go home. As the group passed by some boothes, Phantom Girl saw something in the prizes in one of the boothes that she thought might cheer Brainy up. She walked up to the booth and played a game, but didn't win. This agrivated her. Timber Wolf walked up behind her.

"What are you doing?" Timber Wolf asked, Brainy walking up to the other side of Phantom Girl.

"Trying to win at this game," she said.

"Uh, Phantom Girl," he said.

"Quiet Brainy! I'm trying to consintrate!" Phantom Girl snapped.

Brainy took a step back. He knew not to challenge any of his female teammates when they were angry. That was rule one. Timber Wolf also stood back a bit. Finally, after the fifteenth try, she finally won!

"YEA! I WON!!" she exclaimed.

"What do you want ma'am?" the guy asked.

"That chicken please," she sweetly replied.

The man handed her the chicken, which was a huge plushie chicken. She turned to Brainy and handed it to him. He looked at the giant bird in his arms.

"Um ... thank you?" he said nervously.

"No problem Brainy," Phantom Girl said, not noticing the chuckles from Bouncing Boy and Lightning Lad.

"So, what does it do?" he asked.

"It's a plushie, duh," Phantom Girl said.

"And a plushie is?" Brainy asked, an eyebrow raising.

Phantom Girl sighed. Lightning Lad walked over to Brainy's side.

"It's a stuff doll. You know, for **girls**," Lightning Lad said.

Brainy smirked, finding some amusment.

"Then I guess Phantom Girl mixed up who it was suppose to go to, here you are, _ma'am_," Brainy said.

This got some laughs from their teammates. Lightning Lad wasn't that amused, and Phantom Girl wasn't much either.

"Brainy, it's suppose to make you happy!" she said.

"Please, I don't think Brainy's programmed to be happy," Lightning Lad said.

This was touchy, and you could see it in Brainy's eyes when he glared at Lightning Lad.

"Lightning Lad!" Saturn Girl scolded, but he payed no attention. He turned and looked at Superman.

"Superman, do you have a screw driver?" he asked.

"Yea, why do you ask?" Sups answered.

"I need to see if Brainy even has a chip to cheer him up," Lightning Lad said.

Brainy wasn't too happy, and his anger went out on the poor chicken. With his strength, he smashed the head off the chicken, some of the stuffing coming out. He threw the chicken to the ground, and turned and walked away.

"Brainy, where are you going?" Duo Damsel asked.

"Back to Headquartes, where I should have been in the **first** place," he said, anger hinted in his voice.

"Hey Brainy, don't go. Lightning Lad didn't mean what he said," Superman said, not wanting to see his friend like this.

"Yea, remember, he's an idiot," Saturn Girl said.

"What was that?!" Lightning Lad said.

"I don't care! I'm still going back because that's where I wanted to stay in the first place!" Brainy roared back, walking to the exit.

"Come on Brainy," Phantom Girl said.

"No! I don't want to be 'Mr. Kill Joy' to you guys, so it's better I head back!" Brainy said, nearly reaching the exit.

Saturn Girl slapped Lightning Lad in the head.

"See what you did!" Saturn Girl said.

"Me?! He's the one who wants to go back to Headquarters," he defended. "I say, let him go!"

Before more was said, the group heard a crushing sound. They looked to see monsters on a donout stand, a game stand, and the exit gates.

To be continued ...

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Me: Hello everyone, I am done with chapter four. Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	5. Lightning

Disclaimer: Me: Hi everyone. Here's Chapter Five.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 5: Lightning

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"Brainy!!!" Superman yelled.

"NNNNoooooo!!!!!" Bouncing Boy yelled dramatically, falling to his knees. "The dounuts!! What evil creature would do this to such delisious food?!!"

"The same ones that squashed Brainy," Phantom Girl said. "Look!"

The creatures were 10"3'. Each had long tounges, long tails, no eyes, short arms, and a horn at the top of their heads. Their claws and feet were sharp. Their backs were olive green rough and scaly.

"Brainy, are you okay?" Superman asked, hoping Brainy wasn't squashed.

"I'm fine," Brainy angrily replied, punching the space lizard that nearly squashed him.

_"They don't believe that I can take care of myself?!"_ he thought angrily, a laser from his laser gun hitting the creature in the head.

As the Legionnaires fought, more and more creautres came, forcing the people to leave.

"We need to call in back ups," Superman said.

"Right," Brainy said, activating the little circle thing on the belt.

All Legionnaires, no matter where they were (except for those that were already fighting), looked at their belts to see the circle glow, meaning some other Legionnaires were in trouble. They followed the coordinations to the carnival and began to help taking out the other creauters. As they fought, dark thunder clouds rolled in.

"That's weird," Superman said, punching back his creature then quickly looking at the sky.

"What is?" Saturn Girl asked, closes to him.

"This storm, where did it come from?" he asked. "I thought it would be sunny today."

"You're right," she replied. "This is weird."

"If you ask me, it's been weird all week," Lightning Lad said, punching back his creature.

"No one asked you!" Phantom Girl said bitterly at Lightning Lad, since she worked hard to win the chicken and Lightning Lad made Brainy destroy it.

Just then, blue lightning began to strike close to the fighting scene.

"What the?! Blue ligthning?" Superman asked, very confused.

"That's not normal," Saturn Girl said. "Try not to get hit by it, who knows what might happen."

Brainy was still having a hard time with his creature.

_"Why won't it go down?!"_ Brainy angrily thought.

He pointed his laser gun at the creature's head, and was about to shoot, when blue lightning struck first. Brainy was electricuted, his three circles on his chest and head glowing white. When the lightning stopped, he fell to the ground, steam coming from his body. He was only able to get on his hands and knees.

"Brainy!!!" Superman yelled.

"Oh no!!" Saturn Girl gasped.

Brainy's creature looked ready to attack, but stopped after sensing bad about to happen. It and it's friends ran off, not wanting to get hurt. The Legionnaires landed on the ground, and looked over at the still steamy Brainy. Superman flew over, to make sure his friend was alright.

"Brainy, are you-?" Superman cut himself off when he heard Brainy laughing.

But, it wasn't normal laughing. It was more like, an evil laugh. Brainy lifted his head up, and bright white eyes flashed. Superman was caught off guard when Brainy punched him back. The Leginnaires were surprised as well. Superman sat up and looked at Brainy, who was pointing one of his laser gun at him was about to fire at Superman, but a fellow Legionnaire stopped him, making Brainy give that Legionnaire his attention. Phantom Girl was next to get his attention.

"Brainy? Why did you do that?" Phantom Girl asked.

Brainy raised his laser gun, and shot at her. It hit her straight in the stomach, making her fall back in pain. Timber Wolf was the first one to catch her.

"What's wrong with Brainy?" Duo Damsel asked.

"Don't know," Lightning Lad said, watching Brainy fight off some random Legionnaires.

"I've tried to read his mind," Saturn Girl said.

"And?" Timber Wolf asked.

"He's subconsious," she replied.

"Subconsious?" Lightning Lad asked.

"Yes. As you can tell, he's awake and fighting, but his mind is shut off," Saturn Girl explained. "That isn't the Brainy we know!"

"Then who is it?" Lightning Lad asked.

Saturn Girl refused to reply. Duo Damsel gasped as they finally caught on to who it was.

"No," Bouncing Boy whispered.

Superman stood up, and watched his friend fighting some Legionnaires. Some of them were badly injured, including Phantom Girl. Superman flew over to Brainy, catching Brainy's attention.

"Brainy, listen to me," Superman reasoned.

Brainy tried punching Superman, but Superman knew he would try so he dodged it.

"Brainy, knock it off," Superman said, blocking a punch to the head.

Brainy just kept his wicked smile on and continued to try and punch Superman, none being able to touch the future "Man-of-Steel". Suddenly, Superman heard crackling from above him. He looked up to see blue lighting moving from cloud to cloud. This gave him an idea, but he didn't like it.

_"Sorry Brainy,"_ Superman thought.

As a bolt of blue lighting came down, Superman placed Brainy in the way of it, so Brainy was electricuted. Brainy let out one cry of pain, making Superman look away. Brainy fell to his hands and knees, his glowing circles, not glowing anymore. Brainy breathed hard, as the steam went into the sky. He slowly looked up at Superman.

"Wh-what happened?" he asked, slowly getting to his feet.

His purple eyes slowly wandered over to where some fallen Legionnaires were. His eyes widened when he saw them, and an injuried Phantom Girl walked over to him with the other core Legionnaires. Brainy looked at the ground.

"I did this, didn't I?" Brainy asked.

"Not you completely," Saturn Girl said.

Brainy didn't answer, only turned and walked away, back to Headquarters. The core Legionnaires followed after him.

"Brainy, don't feel bad, I'm okay, really," Phantom Girl said, Timber Wolf helping her walk.

"It was my fault. All my fault. Must do something to make things right," Brainy said, almost like he was sleep walking. "Must stop him. Must, stop, me."

_"Him? Me? What is Brainy talking about? Is he alright?" _Superman thought as the eight walked back to Headquarters.

To be continued ...

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Me: Hello everyone, I am done with chapter five. So, what will happen now? What's wrong with Brainy? Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	6. My Decision

Disclaimer: Me: Hi everyone. Here's Chapter Six.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 6: My Desicion

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It had been three days after the insidiant at the carnival, and Brainy was too afraid to come out of his room, only because he was afraid to hurt anyone around him. Even though the other members were too terrified, and angry, of him, the core Legionnaires weren't. Brainy was their friend, and they had to help him, not matter what.

Outside of his door was Superman, Phantom Girl, Duo Damsel, Timber Wolf, and Saturn Girl. They were talking amongst themselves, trying to figure out a plan to get Brainy out of his room. They had suggested Superman's x-ray vision, but Brainy replaced his metal door with a lead door.

"So, what's the back up plan?" Timber Wolf asked.

"This," Superman said.

He turned to the door and knocked on it.

"Brainy, you in there?" Superman asked.

He recieved no reply.

"Brainy?" he asked.

Still no reply. Superman crossed his arms and looked at the door with a sigh.

"Brainy, I know you're in there. Don't make me** force **it open," Sups said.

"Go away!" Brainy's voice commanded.

Superman smirked.

"Come on out Brainy, we **definatly** know you're in there!" Superman called back.

"I'm not coming out, not yet!" Brainy called back.

"Brainy," Phantom Girl said, nearly whined.

"GO AWAY!!" he yelled.

Duo Damsel jumped back a bit. Timber Wolf sighed and Superman looked at the door in dismay.

"Fine Brainy, just come out soon," Superman said. "Come on guys."

The others followed. Brainy, with his super hearing, heard them leave. He looked at the door, then back to his book he was writing in. He closed it then looked at the bookshelf. At the very top of the bookshelf was a section of mysterious books that he's been collecting for a while. Brainy sighed.

"I must make up," he said to himself, his fists clenching, "for everything."

He walked out of his room, his door closing behind him. He slowly walked down to the main room, his mind going over his plan. He wanted to make sure it was the right thing to do. He wanted to make sure his plan wasn't stupid, that it didn't have a flaw. In the end, all his calculations turned up that he was making the right choice. He sighed as he walked into the main room, the Legionnaires looking up at him. Superman smiled.

"See, I knew he would come out of his cave," Sups said.

Brainy didn't acknowledge any of them, but walked to COMPUTO, where Saturn Girl was.

"Saturn Girl," he said, almost in a commanding voice, "I need you to contact the other Legionnaires, and make them arrive to the front in about an hour."

"Why Brainy?" Saturn Girl asked, not being able to read his mind.

"Just do it," Brainy said.

Saturn Girl and the other Legionnaires were a little taken back, but Saturn Girl did as he said. She turned to him, but he was already gone.

"What's wrong with him?" Lightning Lad asked.

"I don't know," Superman said, "but it can't be good."

He got up, and walked out of the room. Hopefully, he would run into Brainy. The other male Legionnaires followed him. They came outside to see Brainy placing up some kind of stage. The boys blinked, and Superman was first to reach him.

"Uh, Briany?" Superman asked.

"What?" Brainy asked, too busy to look at them.

"What are you doing?" Timber Wolf asked.

"I am making up for all the wrong I've done," Brainy said.

"How?" Bouncing Boy asked.

"You will see soon enough," Brainy said.

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An hour later, the other Legionnaires showed up. Some of them were disgusted with Brainy, after the carnival insident, but the others wanted to see why they were called here. Some of the city's people that passed by saw this and decided on watching it. On the primitve wooden stage Brainy had built, from right to left, was: Phantom Girl, Timber Wolf, Bouncing Boy, Duo Damsel, Lightning Lad, Saturn Girl, and Superman. Brainy walked up on stage and to the podeum, and a lot of the members fell silent.

Brainy closed his eyes and sighed. He reopened them and looked at his fellow Legionnaires. This was going to be hard. _Very _hard.

"My fellow Legionnaires, some of you may have noticed I have been actting strangely over the past couple of weeks. I am not going to tell you that it wasn't my fault," Brainy said. "I am also sorry for what happened three days ago. I have no idea what came over me."

Brainy took a pause, giving the Legionnaires some time to whisper to one another. He took in a quick breath, then released it.

"I am here to tell you, that for the safety of every Legionnaire here," Brainy took a quick pause, "I will be leaving the Legion of Super Heroes, affective immediatly."

This stirred up a lot of commotion. The people on the sidelines were talking amongst themselves, some of them glad he was leaving. Others really didn't care. The Legionnaires on the stage were surprised. Brainy took off the belt and the ring and placed them on the podeum. He turned and began to walk away. As he passed Superman, Superman stopped him by placing a hand on his shoulder.

"Brainy, why are you doing this?" Superman asked.

"It is what's best for everyone Superman," Brainy replied.

"Best for who?" Superman asked.

"Everyone **but** me," Brainy said.

With that said, he activated his rocket boots (don't know if he has these) and took off. The other Legionnaires stared at the way Brainy took off, before walking away. The Legionnaires on the stage were surprised, and sad. Not only did they lose a fellow member, they also lost a friend.

"Brainy," Superman whispered, before he and the other Legionnaires walked back into Headquarters.

To be continued ...

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Me: Hello everyone, I am done with chapter six. So, what will happen now that Brainy is gone? Good things? Or bad things? Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	7. Superman Finds Out the Truth

Disclaimer: Me: Hi everyone. Here's Chapter Seven.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good. Also, some of the ideas behind Brainy's past is either something I've made up, or something I read from someone else. If it sounds like something you've wrote, please don't get mad at me for using it. Also, I might be gone for a little while only because me and my friend are working on our story Realm of Elements, so I'll come back to you guys as soon as I write the other chapters to this story.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 7: Superman Finds Out the Truth

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The Legionnaires sat around in the main lounge room, doing absolutely nothing, except listening to the silence of the room. None of them had anything to say to each other. All of them were still trying to cope with what happened to Brainy.

"I can't believe it," Superman said, braking the silence. "Brainy's been gone for two monthes now."

"I know, it's so quiet without him here to bug us for not reading one of his 300 million page papers," Lightning Lad said.

"I miss those pieces of papers," Phantom Girl said.

"And I missed how he used to argue on him not watching a classic movie with us," Bouncing Boy said, looking at the case-cover of his favorite movie.

"I just, didn't think he would leave the Legion like _that_," Duo Damsel said.

"We must respect his wishes," Saturn Girl said, obviously as sad as the others.

"Why would he leave us like that?" Superman asked, still not understanding.

"Superman, it ... he was forced out of here," Saturn Girl said.

"Forced? What do you mean?" Superman asked, looking at her.

Saturn Girl looked at the floor.

"I know Brainy wanted to tell you himself, but ... I think it would be better if I did," Saturn Girl said. "Which means, no interrupting me Lightning Lad. I don't want Superman to get the wrong idea."

Lightning Lad sighed as he crossed his arms over his chest.

"Fine, I won't interrupt," Lightning Lad said.

"Well, I better start at the beginning," Saturn Girl took in a breath. "The name 'Brainiac' isn't the nicest name to carry. The original Brainiac, or Brainiac 1, was made on Krypton. But, Brainiac knew that Krypton was going to blow up, so he downloaded Krypton's information and ... left as the planet was being destroyed. Between the time he left Krypton to when he arrived on Earth, he went to other worlds, reciving information on the planet, then destroyed the planet, and moved on. When he arrived on Earth, he tried to get you to travel the universe with him, to help him complete his so-called 'destiny', but you knew better then that, and found out the truth. Once you did, you stopped Brainiac, believing you got rid of him."

Saturn Girl took in another breath.

"But, he manipulated Lex Luthor some time later to rebuild his body. Still, even with the new body, you were able to stop him. Then, a while later, Lex and Brainiac fused together, but Flash was able to stop them. Making his body go super fast, he was able to force them to seperate from one another. Over some time, it seemed Brainiac was gone, but some Colu's found Brainiac's brain, or his brain on a chip, in outerspace. They built him a new body; the Colu's wanting to be much like him. Instead of completing what he thought he was meant to do, he began to create his succesor Brainiac 2. Near the completion of Brainiac 2, Brainiac began building a brain for Brainiac 5."

Saturn Girl took in another breath.

"After Brainiac 2 was built, Brainiac forgot all about Brainy, though their is more of Brainiac's knowledge in Brainy than in Brainiac 2. years later, after the complete destruction of Brainiac, Brainiac 2 began to build Brainy, like his 'father' had. Through mid-build years later, the Colu's had a 100-year-old war. Within the hundred years Brainiac 2 was fighting, he was destroyed, leaving nothing behind. So, for the next couple hundred years, Brainy was in lifeless animation, his old parts rusting and becoming useless. Then, closer to our time, the Colu's took the liberty of remaking Brainiac 5. They took off all his old parts, and rebuilt the body. He then came online. For a short period of time, Brainy lived on Colu, before learning of Earth, of superheroes, and of you Superman."

She took in another breath.

"He left Colu shortly after and arrived on Earth, taking a different form so people on Earth would trust him. Not many did. He heard of the Legion and wanted to get in, wanting to do some good. When the Legion started out, there wasn't a lot of us, and we didn't have a real base. So, to prove himself to the other Legionnaires (I believe in the beginning it was Lightning Lad, Cosmic Boy, and Saturn Girl), Brainiac 5 built Headquarters. It took him a **full** month, day and night, to build it. Though they still had some doubts, Brainy became a Legionnaire. He continued to try to prove himself, so he made the Flight Ring and COMPUTO. He tried really hard to fit in with us, but he still had Brainiac deep inside of him."

Saturn Girl looked hard at Superman.

"Superman, the person that drove Brainy away was Brainiac, who lived inside him. He somehow took control of Brainy, and used his body to attack the other Legionnaires at the carnival. So please Superman, don't be mad at Brainy. It wasn't his fault," Saturn Girl said.

Superman was silent as he tried to take it all in. He closed his eyes, and continued to stay silent. This worried Saturn Girl.

"Superman?" she asked.

Superman got up, and walked out of the room. He walked down the hall, and stopped infront of Brainy's door. He walked in, walked up to the bookshelf, took the books off the shelves, walked over to Brainy's desk, sat down, and began to read through the books. He wanted to make sure he understood _everything_. Out of the corner of his eyes, he saw Brainy's belt and ring. Once done reading through Brainy's books, he walked out of his room, down the hall, then out of the tower. He walked down New Metropolis and walked into the Superman museum. He walked over to one of the information things.

"I need information on Brainiac," Superman said.

The search engine thing looked up what Superman requested, and told Superman everything it knew. Superman sat on the bench two minutes after the search engine finished it's story. Superman stood up and walked back to the Legion tower. He walked into the lounge, and the Legionnaires looked up quickly.

"Superman, where did you go?" Saturn Girl asked.

"I went to read up on some things," he said, sitting down.

"And?" Saturn Girl asked, frightfully.

Superman looked at the floor.

"I learned," he said, "that Brainiac **is** the reason Brainy left. If I ever find Brainiac, I'll make him pay."

Saturn Girl lightened up a bit, but was still a little worried. Suddenly, the alert came on, and all looked at Timber Wolf, who was working at COMPUTO.

"We've got company," he said.

"Who is it?" Superman asked, standing up.

Timber Wolf tried to get the visitors on screen, but it wasn't working. Timber Wolf shook his head.

"I don't know," Timber Wolf replied.

"Let's go check it out," Lightning Lad said as they all flew outside to greet the newcomer.

To be continued ...

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Me: Hello everyone, I am done with chapter seven. So, what will happen now that Brainy is gone? And who are these visitors? Could it be Brainy? Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	8. Brainiac is Back

Disclaimer: Me: Hi everyone. Here's Chapter Eight.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good. Sorry about the battle scene, it might be kind of lame. I'm really really really SORRY!!!**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 8: Brainiac is Back

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The Legionnaires ran outside, only to see an army of Colu's infront of them. Their warships were infront of the tower, the Colu's standing on top of their ships. The Legionnaires got into fighting stances, ready to defend themselves if needed. But, no one made the first move. This confused the Legionnaires, since the bad guys always made the first move. So, Superman decided to speak up.

"Why are you all here?" Superman demanded.

"Because I told them to," a voice said.

The Legion waited as the owner of the voice ammerged from the group. The owner was on a floating chair, that landed on the ship. The owner stood up from the chair and smirked at them. Superman's eyes widened.

"Brainiac," Superman hissed.

"It is nice to see you again Kal-El," Brainiac said.

"How do you know my name?" Superman demanded.

"I have always known, Kal-El," Brainiac said, smirking as he landed on the ground. "You are very much like your father."

"You know my father?" Superman asked, a little surprised.

"Knew," Brainiac said.

Brainiac's eyes wandered over the Legion.

"I see the traitor in my family is not here," Brainiac said.

Superman growled. Saturn Girl stopped him from doing something stupid.

"This makes no sense," Saturn Girl said. "How are you here?"

"I have Superman to thank for that," Brainiac said. "When Brainiac 5 was struck the second time by the blue lightning bolt, I quickly came out of his body and traveled through the blue lightning 'till I came out in space. Of course, the Colu's made me a new body, and here I am."

"Why are you here?" Timber Wolf asked.

"To complete my mission of course. I will recieve data on all the other planets, then destroy them," Brainiac said. "And Earth is first."

He moved his hand in a commanding motion. The Colu's took aim and shot at the Legion. The Legionnaires dodged.

"Saturn Girl, contact the other Legionnaires and have them come here," Superman said.

Satrun Girl nodded. She pushed the button on her belt, her signal going out to all the other Legionnaires. Hopefully, the others would make it in time.

"Okay, so now what?" Bouncing Boy asked.

"Must you really ask?" Lightning Lad asked.

"We fight them!" Timber Wolf said, jumping into action.

The Legionnaires also jumped into action right behind him. They used every kind of power they had to cut the army in half. Sadly, it wasn't enough. Even with the new arrivals of all the other Legionnaires, it still wasn't enough. Superman used his heat ray to blast through some of the Colu's. His mission was to get to Brainiac. Brainiac just sat on his chair with a smirk. He was observing the battles.

Over with Saturn Girl and Phantom Girl, the two did a team up. It really worked. Saturn Girl would "just stand there" then wait for the Colu's to run up and try to hit her. Then, when they were close enough, Phantom Girl would faze out from the ground and do an upper cut to the jaw. It was a very smart plan.

Lightning Lad would just stay in the air and blast at any of his enemies in his way. He landed on the ground, and a Colu walked up behind Lightning Lad, ready to strike at Lightning Lad, but Bouncing Boy, in his bouncing form, bounced on the Colu that was about to hit Lightning Lad. Lightning Lad turned and recieved a smile and a thumbs up. Lightning Lad smiled and gave him a thumbs up.

Timber Wolf was having the time of his life as he was slashing at the Colu's. But he let his guard down, and a Colu noticed. He ran up behind Timber Wolf, pulled out some kind of small device and placed it against Timber Wolf's back, sending a powerful and painful electrical surge through his body. Timber Wolf cried out in pain, then fell to the floor unconcsious. Superman, with his superheraring heard the cry and looked over at Timber Wolf.

"Timber Wolf!" he said.

Phantom Girl looked over as well, and her eyes widened. Satrun Girl noticed and looked at Phantom Girl.

"Go ahead Phantom Girl," she said.

"What about you?" Phantom Girl asked.

"I'll be fine," Saturn Girl said.

Phantom Girl wasn't convinced, but before either two could attack the Colu that appeared from behind them, Duo Damsel appeared and took him out.

"No worries Phantom Girl, I've got her back," Duo Damsel said. "But Timebr Wolf needs you to help him."

Phantom Girl nodded, and quickly fazed into the ground beneath her. She reappeared next to Timber Wolf and took out the Colu's around them. She then fazed through the ground with him in her arms, and reappeared at the outside entrance of the Legion's tower.

Superman sighed in relief to see his friend safe. He didn't want to loose another one. He turned back to see that Brainiac was now infront of him. Superman growled.

"Brainiac," he hissed, ready to attack.

"Now, now Kal-El, do you honestly think you're going to defeat me?" Brainiac asked.

"Not think," Superman said, advancing at Brainiac. "WILL!!"

Brainiac smirked. Superman tried to punch Brainiac, but Brainiac held up a small green rock, that made Superman feel sick and weak. He fell to his knees, and held his head.

"What ... what is that?" Superman weakly asked.

"Ah ... I see that my young successor hasn't told you," Brainiac snickered. "This is kryptonite."

"Kr-kryptonite?" Superman asked.

"Yes. This is your weakness. It's radiations make it hard for you to use your powers," Brainiac said. "You become weak."

Superman looked at Brainiac with one eye opened and a mean look.

"But it has no affect on me!" Superman X yelled.

Brainiac looked up with a surprised look as Superman X punched him in the face. Superman X grabbed the kryptonite, and wrapped it up in lead that he had hidden in one of his pouches on his belt. He then placed the lead package in his belt. Superman felt better, as he stood up, gaining his strength back.

"Thanks," Superman said.

"No problem," Superman X said.

The Supermans looked over at Brainiac, who was getting up. He smirked.

"You two honestly think you can beat me?" Brainiac asked. "I have more power and a higher level intellegence then all of you combined."

Both took a fighting stance.

"I hate to say it, but he's right. We're not a match for him," Superman X said.

"Then what do we do?" Superman asked, not one to back down from a fight.

"The only one who can fight him isn't on Earth," Superman X said.

"You mean?" Superman asked.

"Yes. You might be the only one who can convince him to come back," Superman X said.

Superman nodded.

"Right, I'll be back as soon as I can," Superman said, taking off into the sky.

"I hope that's soon enough," Superman X said.

Brainiac snickered.

"Even with his help, you still can't defeat me," Brainiac said.

"We'll try!!" Superman X said, advancing at Brainiac.

To be continued ...

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Me: Hello everyone, I am done with chapter eight. So, what will happen now that Brainiac is back? Can the Legion stop them? And who do they need to help them? Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	9. Brainy's Choice

Disclaimer: Me: Hi everyone. Here's Chapter Nine. Also, HAPPY VALENTINE'S DAY!!!

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 9: Brainy's Choice

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Superman flew out of the atomsphere and looked around the universe. Where was he going to find Brainy in such a big universe? Where to begin? Brainy didn't have his ring or belt, so he couldn't communicate with him. He used his long rang vision to see a nearby asteroid belt.

_"Better start there," _Superman thought, flying to the belt. _"I just hope the others can last until I find Brainy and bring him back to Earth."_

He flew around the belt.

"Brainy!" Superman called. "Brainy!"

No answer. The empty space gave nothing but silence to him. He sighed and looked back at Earth. He still needed to work fast, and he needed to find Brainy. He continued to fly around the belt, looking for anything that might be some kind of hint that Brainy was there.

Just as Superman was about to give up hope on the belt and look somewhere else, Superman saw something that caught his attention. He looked at one of the asteroid's that was carelessly floating around in the empty space.

On the asteroid was a what looked to be a small tipee made out of orangish asteroid rocks. Superman smiled and flew down to the little tipee. Superman causiously walked inside and looked around. The only thing giving off light was the entrance. Superman noticed a figure in the shadows. Supereman took in a small breath.

"Brainy?" he asked.

No answer. This confused yet worried Superman.

"Brainy?" Superman asked, walking towards the shadow.

He placed a hand on what seemed to be a shoulder, but he wasn't certain until the person moved it's shoulder, shaking Superman's hand off of it's shoulder. Superman stepped back, surprised. He didn't give up though, the others were counting on him.

"Brainy?" Superman tried one last time.

He was answered with silence, until ...

"What is it?" Brainy's voice asked at last.

Superman smiled. His eyes widened though when Brainy finally showed himself. He had reverted back to his old form, looking like he had when Superman first met him. Superman's eyes sadened a bit when he saw the look in Brainy's eyes. They looked emotionless, but hints of sadness were hidden in his white pupils.

(A/N: I like Brainy when he was in season one, so all of you can deal with it now that he looks like he did in season one, understand?!)

"Brainy, you okay?" Superman asked.

Brainy looked at the ground.

"I am fine," he answered blankly. "Why are you here?"

"Brainy, we have a problem," Superman said.

"I can't help you," Brainy said. "_I_ am a problem. If I go back there, who knows ... what if-"

"Brainy, we already know why you left!" Superman said.

Time was ticking away, and if he didn't do something soon and quickly, then who knows what will happen to their friends. Brainy's eyes averted to the left.

"Then ... you-?"

"Yes, I know," Superman said. "Now come on, we have to help our friends."

Superman offered Brainy a hand, expecting him to take it so they could get going and stop Brainiac. It was quite the opposite. Brainy didn't even acknowledge that the hand was meant for him to take. He closed his eyes and shook his head.

"I still can't go back. I am nothing but trouble to them. Most of my inventions fail, putting everyone at risk," Brainy said. "I still can't go back."

"Brainy, you must! You're the only one who can stop him! None of us can!" Superman reasoned.

Brainy didn't look up at his hero. Superman was given silence as his response. Superman closed his eyes and sighed sadly. He looked at Brainy. He turned and walked out of the asteroid house. He looked back at Brainy with a look of not anger or disappointment, but that of sadness.

"_You're_ the only one who can stop him Brainy," Superman said. "You're the only one who can stop Brainiac."

With that being said, Superman took off. He flew off the asteroid and out of the asteriod belt to the blue planet. Brainy crawled out of his house thing and looked at the Earth. He closed his eyes in sadness and crawled back into the safety of his home. He was disappointed ...

... at himself.

Back on Earth, half the Legionnaires where either losing energy, or were knocked out. Most of the buildings around them where destoryed, and Brainiac's armada was cut by 1/4. The Legionnaires and the people of New Metropolis and the people of the world were all counting on Superman to bring back Brainiac 5.

Lightning Lad was trying to hit Brainiac, but couldn't touch him. Brainiac grabbed Lighting Lad's mechanical arm and effertously broke it off. Lightning Lad's eyes widened as Brainiac pushed him back. It was ture, Brainaic was never _this_ strong in the 21st century, but now, he was more powerful then Superman and Superman X _combined_.

Speaking of Superman X, he flew straight down, hoping to crush Brainiac's head. Brainiac was smarter than that and immediately moved out of the way. Superman hit the ground, making a three feet crater in the cemented ground.

Brainiac smirked. He turned and watched as the other Leginnaires fight off the Colu armada. Brainiac smirked.

"This seems too easy," he said.

"Then let's make it harder!!" Superman's voice said as he and Superman X came at him from the front and back.

Brainiac wasn't worried. Just as the two Superman's were about to hit Brainiac when Brainiac disappeared and the two hit each other, both falling to the ground. Superman got up and held his hurting head, while Brainiac landed down infront of the Superman's. He smirked at them.

"This is pathetic. Is this all Earth offers?" Brainiac said. "No one can seriously stop me?"

Suddenly, something powerful hit Brainiac in the back, making him stumble forward. Superman looked to see who had hit Brainiac, his eyes widening.

To be continued ...

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Me: Hello everyone, I am done with chapter nine. So, what will happen now that Brainy refused to come back to Earth? Or ... did he refuse? Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	10. Brainy's Sacrifice

Disclaimer: Me: Hi everyone. Here's Chapter Ten.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good. Also, sorry if the fighting scene in here is lame. Truly, I'M SORRY IF IT'S BAD!!**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 10: Brainy's Sacrifice

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"Brainy?" Superman asked.

Brainiac turned to see his young successor standing there with his arms crossed. Brainiac 5 just looked at Brainiac with a cold stare. All his friends tried to see Brainy, but were too busy fighting. Brainiac smirked as he fully turned to look at Brainy.

"I was wondering if you would ever come," Brainiac said. "It will be nice to have a _real _challenge."

Brainy wasn't amused. Brainiac drove him out of the only home he knew. Who wouldn't be mad? Superman got up to his knees and Superman X was just trying to get up. Superman X looked over at Brainy with one eye open. Superman smiled a bit.

"Well, it's good to see you here," Superman said, glad his friend was here.

"Yea, I thought you wouldn't come," Superman X said.

Brainy didn't acknowledge either Superman's on the ground. Brainiac and Brainiac 5 seemed to be having a stare off. Brainy looking angry, Brainiac looking amused with a smirk.

"Why are you here? I thought you were too afraid to come back after hurting your teammates monthes ago," Brainiac said.

"I am here to stop you," Brainy answered.

"I know that, but, you know you won't succed," Brainiac said.

Brainy held up his arm, a laser on it, pointing at Brainiac.

"We shall see," Brainy said, firing at Brainiac.

Brainiac stood where he was until the last second. Brainiac got out of the way, and the laser just barely missed Cosmic Boy's head. Brainy's eyes widened as the memory of the carnival played through his mind. He quickly recovered and looked up to see Brainiac levitating in the sky. Brainy glared at his ancestor and also levitated into the sky, right across from Brainiac. Brainiac was still smirking.

"I know you're afraid to hurt your friends down there, so why not let us fight up here," Brainiac said. "I am sure you can do just as well up here."

Brainy glared at Brainiac and shot at him again. Brainiac moved out of the way and shot back at Brainy, Brainy dodging it in time. The sky was soon filled with lasers, making it look like a light show. The city people were in the shadows, out of the way and out of sight, watching the fight in the sky.

Brainy stopped with his laser's and began to try to punch Brainiac, Brainiac dodging all the punches. Brainiac was just smirking, his arms behind his back as he dodged all of Brainy's attacks. He finally grabbed a punch to his head and tried breaking it, Brainy wincing in pain.

"You should of sticked to using your brain," Brainiac said, "you are not powerful enough to stop me."

Brainiac threw throught the top floor of the Legion Tower, Brainy going all the way through to the other side. Brainiac grabbed Brainy again, and kicked him through the tower again, making Brainy go through the floor under the top floor, then Brainy fell to the ground, him making a crater. Brainiac pointed his laser's at Brainy and began shooting, all of them hitting it's target. Finally, when the dust cleared, Brainy was hurting. Scars were all over his body. He groaned in pain.

"Brainy!" Superman said.

He flew into the sky and tried to hit Brainiac, but Brainiac pointed one of his arms and a green net flew out, trapping Superman. Superman fell to the ground, and also made a crater. He tried to get out of the ropes, but the net was made of kryptonite, weakinging his strength. Brainy slowly and painfully got up. He took flight once more, his anger still rising. He transformed into his fighting mode and was able to actually get hits on Brainiac. Brainiac was surprised yet amused. His successor honestly thought he could stop him? Brainy was determind though, determind to make things right...

...at any cost.

Down on the ground, Superman X was going to help Superman, but some Colu's were able to knock him out and tie him in some kind of rope that could hold the futureistic Superman if he ever woke up. The other Colu's were able to knock the Legionnaires to the ground and tie them up. Everything was now up to Brainy. Brainy momentarily looked down to see that everyone was on the ground, in some kind of capturing thing with somekind of material that made it so they couldn't use their powers. Brainy flew down to help his friends, but Brainiac fired something electric and it hit Brainy in the back. Brainy fell to the ground, making another crater.

What Brainiac didn't know, was that this was excatly what Brainy wanted. He was close to the ships. Brainy extended some of his arms and destroyed the armada ships. Brainiac sneered at Brainy as he shot at Brainy, making Brainy yell out in pain. Brainy looked over his shoulder at his ancestor. He flew into the sky and shot at Brainiac. Brainiac fired back. Brainy was forced out of his fighting robot mode, but continued to shoot. Sadly, he was tiring. Brainiac wasn't. Brainiac smirked when he sensed that Brainy was running out of energy.

"What's the matter? Tired already?" Brainiac asked.

Brainy didn't reply as he continued to try to shoot or hit Brainiac.

"Why do you do all this? Are you honestly trying to protect _them_, after they looked at you with such distained?" Brainiac asked. "You will honestly risk your lives for this planet that _**hates**_ you?"

Brainy fought harder.

"Yes I will! They may not like me, but I don't like you, and I will not be like you!" Brainy said.

"Yes you will," Brainiac said, "it's in your programming. You are my successor."

"Doesn't mean I'm you!" Brainy said, landing a good punch to the face.

Brainiac flew back a bit, but recovered with a smirk. But Brainy continued to land good punches and was able to get good shots in. Brainiac smirked, but realized that Brainy was loosing power, and fast.

"I get it now, when you're angry, you fight harder," Brainiac said. "But you're loosing energy. Do you honestly think you can stop me?"

"No I don't," Brainy said, "but I will do everything in my power to take you down with me!"

Brainiac's eyes widened.

"You what?! You will die too!" Brainiac said.

"I know, but as long as you're gone, then everything will be alright!" Brainy said.

Suddenly, green energy glowed around Brainy. Brainiac looked at Brainy with an emotionless look. Purple energy glowed around Brainiac.

"So, it's a fight to the death," Brainiac said, becoming very serious.

"One that neither of us will survive," Brainy said, making the first move.

Down on the ground, the Legionnaires had no idea why Brainiac and Brainy were glowing, but they knew something bad was about to happen. Real bad.

"Satrun Girl, what's going on?" Superman asked.

"I can't tell but-" she stopped mid sentence.

"What is it Saturn Girl?" Lightning Lad asked.

"Brainy, his energy level is low. If he continues to fight, he-he won't make it," Saturn Girl said, closing her eyes. "He-he'll die."

Superman's eyes widened as he looked up quickly. Up in the sky, Brainy was feeling warn down. Brainiac took notice.

"What's wrong? Are you loosing energy?" Brainac asked. "You're too weak. You should have just stayed on the asteroid and allowed the Earth to be blown up."

Brainy growled.

"Everything will be destroyed," Brainiac said, "all because _you_ couldn't stop me."

Brainy growled louder.

"NO!!" Brainy yelled, punching Brainiac back.

His green energy turned white. His eyes turned glowing white. The air around him began to become tense. Being that Brainy had a lot of energy, his insides were being destroyed. Brainy yelled out as he shot at Brainiac. Brainiac dodged them, but found Brainiy infront of him. Brainy drew back a fist and punched Brainiac. He continued to punch Brainiac as the others looked at the fight in awe.

"**I WILL NO LONGER LIVE IN YOUR SHADOW!**" Brainy yelled as he gave Brainiac a good kick in the stomach, making a hole.

"**I WILL NO LONGER FEAR THAT I WILL NEVER FIT IN!**" Brainy yelled, grabbing Brainiac's head and kneeing him.

Brainiac, in the air, stumbled back a bit. Brainy appeared infront of Brainiac and opened up a small chest plate on Brainiac. Inside it was a small chip with Brainiac's symbol on it. Brainy held it as he glared at Brainiac.

"Never will I fear of your return," Brainiac 5 said as he smashed Brainiac's chip in his hand.

Brainy then drew back his fist to hit Brainiac, but was surprised when Brainiac kicked him in the chest, making Brainy fly back. He looked up in surprise.

"H-how?" Brainy asked.

"Did you honestly think I'm going to let _you_ beat _me_?" Brainiac asked.

Brainy growled as he advanced at Brainiac. Brainac did the same. Both were at their highest level of power as they drew back their fists. Both fists met each other and a wave of power spread across the city. The Colu's were destroyed because of the powerful wave. The Legionnaires closed their eyes, but reopened them and looked up. Both Brainiac and Brainy were in the sky.

"Who won?" Superman X said.

Brainiac and Brainy yet again had a stare off, but the stare off ended when Brainiac cracked then self exploded into fragments. The fragments fell to the ground, and the Legionnaires cheered. Brainiac and the other Colu's were gone.

"Way ta go little green buddy!" Bouncing Boy yelled from the ground.

Brainy didn't move or reply.

"Brainy?" Superman asked.

Brainy's eyes closed as he did a backflip and fell to the ground head first. The Legionnaires could only watch in horror as tthe tiny tired android fell to the ground. He hit the ground, making another crater. He was a mess. He had scars and his arms and legs were stretched out. His friends feared the worst, all of them hoping, that Brainy was alright.

To be continued ...

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Me: Hello everyone, I am done with chapter ten. Oh no!! Brainy's hurt! Is he going to be alright? What's going to happen now?! Please review, and tell me if it's good or bad or what I need to add or change. So, please review. Thanks everyone.


	11. Please, Be Alright

Disclaimer: Me: Hi everyone. Here's Chapter Eleven. Not sure if this is the last chapter. Might be.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 11: Please, Be Alright

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"BRAINY!!" Superman yelled.

He got to his knees, then was able to break out of his binds. He flew over to his fallen friend and examined the damage. His eyes widened when he saw that Brainy was **completely** damaged. Superman's eyes shook in fear. The other Legionnaires broke free of their bonds and walked over to Brainy. Most of the girls gasped when they saw him. Saturn Girl placed a hand over her mouth and closed her eyes, looking away.

"Is ... is he going to be okay?" Chameleon Boy asked.

"I ... I don't know," Superman leaked out.

"We need to get him to the hospital and quick," said an injuried Timber Wolf, being held up by Phantom Girl.

"But how? None of us know how to put him back together," Bouncing Boy asked.

"We might know!" a voice said.

The Legion turned to see some medical people run towards them with a floating strecher. They stopped near Brainy.

"We might be able to help place him back together and take him to the hospital," one of the medical people said, as more ambulences came to take care of the other seriously injured Legionnaires.

The guy carefully walked over to Brainy and took his time as he began to "reattach" Brainy's parts. Soon, his body was normal, but he was still injuried. The medical people carefully picked up the android then placed him on the strecher. They placed in him the ambulence then the ambulence sped off. The other ambulences followed with their injuried Legionnaires in them. The other Legionnaires picked themselves up and flew to the local hospital. The damage could be taken care of later. Their friends were in trouble.

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A doctor walked into the first waiting room. Inside it was the main Legionnaires, including Chameleon Boy, Superman X, and Timber Wolf, who was patched up. Lightning Lad was missing, only because the doctors were still patching up a new metallic arm for him. Superman looked up quickly and got to his feet.

"How-" the doctor rose his hand.

"Your friends are doing fine," the doctor said. "They have minor injuries and can leave whenever they wish. Lightning Lad's new arm should be on him soon, and he will be fine."

This good news recieved a nod from the Legionnaires.

"However," he said, making the Legionanires look at him in worry.

"However what?" Superman asked, worry in his voice.

The doctor sighed.

"Your friend, the android, he isn't looking so good as all of your friends," the doctor said.

"What do you mean?" Superman asked, fearing the worse.

The doctor sighed again, taking off his glasses and cleaning them with a cleaning rag that was in his pocket. This was the hardest thing to do.

"Well, I'm not that technilogical, but I can tell when someone is busted up," the doctor said, returning his glasses. "What ever your friend did, it destroyed most of his insides, some I'm not sure we can repair."

"Is there anything you can do?" Saturn Girl asked.

The doctor shook his head with a light sigh.

"I'm not sure we can. His chip, which I believe powers technology, his half destroyed," the doctor answered.

"Is it bad?" Chameleon Boy asked.

"Well, it is. He's on life support, it seems his back up energy kicked up and, he has all his back ups in his head. We've been able to recieve those datas, so if he survives this, he will remember _everything_ since the day he came online," the doctor said.

"Where are the back up data files?" Superman X asked.

"In our computers, then placed in a seperate chip that is safetly placed away," the doctor said.

"So, then what's the problem?" Bouncing Boy asked.

The doctor sighed.

"Like I said before, his insides are nearly destroyed, and his chip is far from repairable, but that's not the worst," the doctor said.

"There's more?" Phantom Girl asked.

"What's more?" a new voice asked.

Everyone looked to see Lightning Lad. He was confused.

"What's the matter?" he asked.

"It's Brainy," Saturn Girl answered.

"What's wrong with him?" Lightning Lad asked, stepping into the room and standing next to Superman.

"Well, his insides are nearly destroyed, and his chip is beyond repairable, but it's not the worst," the doctor sighed. "It seems your friend doesn't want us to repair him."

Everyone's eyes widened.

"What do you mean?" Superman asked. "Do you mean he woke up and told you not to fix him?"

The doctor shook his head.

"No, nothing like that. Your friends hasn't woken up yet. It's just, his technology is refusing to fuse with our's, so there is no way we can help him, until his body allows us to," the doctor said.

"You mean, there's a high chance he won't-"

"Make it, yes," the doctor said, finishing Duo Damsel's sentence. "I'm sorry."

With that said, the doctor left the room, leaving the Legionnaires to think and talk to themselves. They really didn't know what to say, so an awkward silence fell over them all.

"So, what now?" Chameleon Boy carefully asked, breaking the silence.

"I don't get, why won't he allow them to help him?" Phantom Girl asked.

"Don't know, Brainy doesn't normally allow others to fix him," Superman said.

Lightning Lad was at the entrance when somebody noticed him.

"Where are you going Lightning Lad?" Saturn Girl asked.

"I'm going to see Brainy," Lightning Lad said.

"I'll go with you," Superman said.

"Let's all go see him," Chameleon Boy said.

They nodded and walked out of the room to the front desk.

"Where's Brainiac 5's room?" Lightning Lad asked.

"Who?" the nurse asked.

"The android they brought in some time again," Superman said, anger lightly in his voice.

"Oh! He's in room 231," she said. "Just down the hall and it should be the first door to the left."

"Thanks," Chameleon Boy said.

The Legionnaires walked down the hall. Just as they were about to enter, they looked into the window. The doctor's were still trying to get their machines and their tools into Brainy. Brainy's technology would not allow it. It electricuted the tools and the machinery. This made his friend's eyes widen. Superman X turned.

"Come on Superman," he said.

"Why?" Superman asked, following Superman X.

"We're going to help Brainy," Superman X said, walking to the hospital's entrance.

To be continued ...

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Me: Hello everyone, I am done with chapter eleven. So then, it appears the next chapter will be the last. Now, where are Superman and Superman X going? How are they going to help Brainy? And will I let Brainy live ... or kill him off? Review and tell me what you think I should do.


	12. Welcome Home Brainy

Disclaimer: Me: Hi everyone. Here's Chapter Twelve. This might be the last chapter.

**MUST READ: **_**Okay, listen carefully. I barely know the new Legionnaires, so I'm only using the ones I know, got it? Good.**_

Title: Brainiac 5's Decision

Author: AnimeGirl 144

Chapter 12: Welcome Home Brainy

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Superman and Superman X walked out of the hospital and took flight into the sky. Superman looked over at Superman X.

"You still haven't told me how we're going to help Brainy," Superman said.

"If Brainy won't allow the hospital's technology to help him, then there might be something in his lab that will help him," Superman X said.

Superman blinked. Why hadn't he thought of that? The two arrived at the Legion Tower and walked inside. It was pretty destroyed, but there was enough of it to stay up. They walked to Brainy's lab to see that it was somehow destroyed. Superman looked around in horror at the destruciton.

"How-?"

"When you left to get Brainy back, Brainiac came inside, I guess he really wanted to get rid of this place," Superman X said, walking inside. "Come on, let's look around."

Superman nodded and helped Superman X look for something to help Brainy. Being that the whole place was destroyed and half his inventions charred, there was no way they could find anything. That didn't mean they would give up.

"Superman X, I'm going to go look in Brainy's room real fast," Superman said, taking off into Brainy's room.

"Good luck," Superman X called back.

Superman arrived to Brainy's room to see it also nearly destroyed. Brainiac probably went there to. But, had Brainiac been looking for something? Superman looked around and noticed that the belt and ring were on the ground, under the desk. Both were in good conditions. Superman smiled, glad that they were alright.

Superman then looked at the bookshelf and saw that only the very top shelf was alright, all the books in good condition; the others were scattered across the ground. He walked over and quickly looked through books that would hopefully hold some answers. Suddenly, Superman X came over Superman's communicator.

"Superman, Saturn Girl just communicated with me, something's wrong with Brainy," Superman X said.

Superman panicked. He looked back at the shelf and saw he had missed a book. He grabbed it. It was small and looked to be some kind of journal. He looked through and stopped at a certain page. He grabbed what was ever on it and flew out, dropping the book. He flew outside to see Superman X waiting for him.

"Come on, Brainy needs our help!" Superman said, as the two flew back to the hospital.

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The two Supermens ran into the hospital, running past the front desk. They ran to their friends only to see Brainy out of control. He was still knocked out, but electricity flew everywhere, the doctors hid, trying not to get hit by the electicity. The Legionnaires looked on in horror.

"Is there anything we can do?" Chameleon Boy asked.

"What about Lightning Lad?" Superman X asked.

"He's already tried," Saturn Girl said. "He couldn't control Brainy's electricty."

"So, we can't do anything?" Duo Damsel asked.

"I think I can," Superman said.

He walked in Brainy's room, and quickly ducked as lightning flew at him. He closed the door, and tried dodging any and all electricity that was headed his way. The other Legionnaires watched, praying that Superman knew what he was doing.

"Will he make it?" Phantom Girl asked.

"I don't know," Saturn Girl said. "I just hope whatever Superman's plan is, it works."

Superman reached Brainy's bedside, but ducked as wires flew at him. He took out the chip he found in the book and placed it in the middle of the three circles. Suddenly, the wires retreated to there original place in the body and the electricution stopped.

The doctors carefully walked to Brainy's side. They carefully placed something on Brainy, and Brainy didn't reject it. They smiled and busidly worked to help Brainy. Superman sighed in relief. One of the doctors turned and looked at Superman.

"It is a good thing you came when you did, otherwise, this boy would never have made it," the doctor said.

Superman smiled.

"I'm just glad I could help him," Superman said.

The doctor nodded, "Why not head back to the waiting room, we'll tell you when he's improved in his condition."

Superman nodded and walked outside the room. He closed it and sighed. He looked at his friends with a small smile.

"Let's head back to the waiting room. The doctor's will tell us when his condition improves," Superman said.

The others nodded, and they headed back to the waiting room.

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The Legionnaires were once again in the waiting room, waiting for answers on Brainy's condition. It was now nearing seven o'clock, and no doctors showed up to tell them how Brainy was doing. Everyone was getting ancey, even Chameleon Boy, who barely knew Brainy. Superman X was trying to hide his concern, but they knew he was concerned by the way he kept looking at the door. Superman was pacing, and none of them minded.

Suddenly, the door slid open. Everyone jumped to their feet when they saw the very tired doctor from before walk inside the room. Everyone crowded around him and this made the poor unsuspected doctor take a step back. He was bombarded by questions like:

"Is Brainy okay?"

"Anything else go wrong?"

"Will he make it?"

The doctor rose his hand and silenced all their questions and sighed, then looked at them with weary eyes.

"The good news is that your friend is doing much better," the doctor said, knowing that's what they wanted to know. "It seems that the reason he rejected our technology was because of his chip. It being broken, his body went into self defense. We were able to help him before his back-up energy gave out. We were able to take care of and mend his insides."

"So then ... Brainy will be alright?" Superman asked.

The doctor nodded with a smile.

"Yes, he's going to be fine. You can see him, but he's resting," the doctor said.

The friends smiled and walked out the door, but Chameleon Boy noticed that Superman hadn't moved from his position. Chameleon Boy looked back at him.

"You coming Superman?" he asked.

Superman nodded.

"Yea, in a little bit," he said, walking out the door. "I just need to get something."

Superman flew out of the hospital. Chameleon Boy shrugged and simply followed the others to see Briany. Superman appeared once again at the hospital and the others saw what he had in his hands. They smiled and nodded. Superman nodded and walked inside the room and laid the things on Brainiac 5's bedstand. Next to the items was a note that read: _Welcome back Brainy_.

Superman walked out of the room and looked at his friends. Without saying a word, they nodded and went back to the waiting room. They were going to wait for Brainy to wake up before they went back to Legion Towers. Besides, they didn't mind waiting.

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It was about 9 o'clock am when Superman heard the door open. He opened his eyes, only for his eyes to adjust to the lighting because whoever came inside had turned on the blinding lights. He heard the others groan; they probably woke up. He opened his eyes fully and looked at the door, his eyes widening a smile appearing on his face.

At the door was none other than Brainiac 5, wearing his flight ring and belt. He smiled a bit, but not a lot. The girls jumped up from their seats as they smiled at the little android they were deeply worried about for a while now. Brainy hadn't even taken a step inside the room or said a word to his worried friends before he was clobbered by Phantom Girl, Duo Damsel, and even Saturn Girl.

"Oh Brainy, we were so worried about you!" Phantom Girl cooed, hugging him tighter.

"Yea!" the other two girls agreed, hugging him even tighter.

The boys snickered as they looked at Brainy's confused, yet happy, facial expression. It took all the boys to pry the girls off Brainy so he could breath. He took in a breath, then looked at his friends.

"So, did I miss anything?" he asked.

"Nothing much," Timber Wolf said.

"Is..." he trailed off, hoping they knew what he was talking about.

Superman nodded, picking up quickly what Brainy was talking about.

"Yea, you got rid of whatever was left of him Brainy," Superman said, placing a comforting hand on his shoulder. "He's gone, for **good** this time."

Brainy smiled and nodded understandingly.

"So, are we ready to go?" Brainy asked.

"Well, we have to get the others and sign out, then we'll head back to the tower," Superman said.

"Then let's do it," Chameleon Boy said exciditly, wanting to get back to the tower as soon as possible.

They nodded and quickly walked out of the room.

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The Legionnaires stood in horror as they looked upon the tower. It wasn't as bad as it was when Imperiex attacked the tower, but it was still terrible. The main Legionnaires looked at Brainy, who emotionlessly looked at it. They knew he was in pain, since he had worked hard on it, after it was destroyed so many times before, and for it to be like this again. Superman was cautious when he spoke to his friend.

"Brainy..." he trailed off.

Brainy closed his eyes and sighed, making Superman stop talking.

"It's okay," he said, hiding his pain. "I can finally upgrade it."

_"Again,"_ he thought.

He sighed a little, hoping the others wouldn't notice. His eyes snapped open when he felt a hand on his shoulder. He turned and saw a smiling Superman look down at him.

"No worries, we'll help," he said.

The others nodded. Brainy smiled a bit and nodded as they walked inside the tower. Superman then remembered something. Brainy was going to have fun "upgrading" both his lab _and_ his room. He looked at Brainy with a little chuckle. This confused Brainy.

"What's the matter?" Brainy asked, quirking an eyebrow up.

"Nothing, nothing at all," Superman said with a sly smile.

Brainy's eyebrows were still up, but he would soon find out what Superman was laughing about, as he came to his room.

"**WHAT HAPPENED TO MY ROOM?!?!**"

_"Welcome home Brainy,"_ Superman thought with a chuckle. _"Weclome home."_

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Me: Chapter twelve done. That's it, the story is done. Send me reviews on wether you liked it or not. Hopefully, it met all of your standards. Also, I am thinking of starting another [animated Legion of Super Heroes story. This one is when Brainy is turned into a little kid (got this idea from **both** a Transformers story _and_ one of the LoSH story by the author kisa sohma cookie) and all the trouble he brings and causes. This story will be sometime in the first season. I hope you will all like it. Thanks for reading.


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